The Spider of Two Worlds

by dragonfang33


Chapter I: A World Without a Spider

Location: Parking Lot of Canterlot High, Earth 621413  sundown

The Spider crept across the cold pavement. To the naked eye the Spider seemed no different from the millions of other Spiders that inhabited the Canterlot City, save for the star on its’ back. Yet what made this Spider far more different from it’s brethren was that it glowed. All it could remember of the past few days was passing through the statue in front of the massive school, it’s body having being filled with energy by the beings on the other side of the portal within the statue. Energy that was slowly killing it, as the Spider crept across the ground, one thought filled it’s mind. Vengeance.
Within the forest that surrounded the school, a lone figure moved. Swift and silent. Clad in a black and white hooded costume with magenta webbing, latched to her right wrist was a silver watch. What set her apart from other beings like her, she moved at speeds and with an agility that was far beyond what a Human should’ve been capable of, she could cling to the trees as if she was an insect. On her homeworld of Earth 65 she was known to the public as Gwen Stacy, drummer of the MJs, and also by her alter-ego: Ghost Spider. She’d arrived here on a mission. This was a new world in the vast Web of Life and Destiny that held the Spider-Verse together, but a world with an anomaly: There was no Spider on this world. Rather there was something else, something dark, something not of that world that remained hidden in the shadows. The Master Weaver had insisted that a Spider be sent to investigate, and she’d volunteered to be the one to investigate.
“Next time,” Gwen said, to herself, as she leapt to the next nearby tree, “I’m taking the bus.” She’d spent the last hour since her arrival in this world attempting to make her way out of the forest she had found herself in. Yet the journey also gave her time to reflect, she’d volunteered for this mission, and had requested simply that she be allowed to conduct it alone. When UK and some of the others insisted that she take another Spider with her, she’d simply said she needed some time to herself. Today was the anniversary of a moment she wanted forget but couldn’t. Her mind filled with the memories of that terrible night on her world. The night of her greatest failure, and greatest loss. The sight of the boy who had been like a brother to her, his mind shattered by years of bullying, his body poisoned by the serum he had injected himself with, lying in her arms. His last words seared forever in her mind:“I just wanted to be special like you.”  
Ever since that terrible night she had wanted to do something, anything, to change how things had played out. She’d taken the blame for his death, she’d been hunted and was hated on her homeworld. All to save her friend’s good name. She owed him that much.
“I’m sorry Peter,” Gwen said, under her breath, “I’m sorry.” Despite her feelings she still had a job to do. Leaping from tree to tree, Gwen slowly made her way through the forest. Eventually she saw her destination, a large concrete building near the edge of the forest. Yet just as she approached the building, she felt an all too familiar tingling sensation in the back of her head, which only got stronger as she approached the building. It was a warning familiar to all Spiders, it meant something was seriously wrong. With one final leap, Gwen reached a tree near the edge of the forest. From her vantage point in the tree Gwen could make out six girls standing around a beat up old pickup truck.
“Not very threatening,” Gwen said, to herself, as she prepared to fire her web shooter towards the building. Yet just as she was about the press the trigger, her Spider Sense once again went off, this time even stronger than before.
“Wallflower,” a voice shouted, Gwen turned just in time to watch two girls, one clad in jeans and a green striped shirt, the other a fiery redhead dressed in an orange t-shirt, purple skirt, and black leather vest, emerged from the building. As the girl in green approached, once again Gwen felt the all too familiar tingling in the back of her head, something about that girl. From that distance it was hard to make out what they were saying exactly. Yet it was what the girl in green shouted that sent a chill down Gwen’s spine.
“I HATE YOU!!!!” Wallflower shouted, those three words cut Sunset deeper than anything that had occurred over the past few days. Even more then the hate filled glares her friends had given her as she walked past. Her friends, they had abandoned her, as if they had forgotten everything they had been through. Forgotten that she wasn’t the same girl who had tormented them for so long.
“I wanted to teach you a lesson by erasing your friends good memories of you,” Wallflower continued, as she reached into her backpack, “But obviously THAT didn’t work.” Slowly Wallflower pulled out a large stone upon which was carved a large eye, a cold grin crept over Wallfowers’ face, a grin which sent a chill up Sunset’s spine, a chill only magnified by what Wallflower said next. “But what if I erase ALL their memories of high school.”
“YOU CAN’T,” Sunset pleaded, “You’d be stealing their memories of each other.” Her words had no effect on the girl, as she raised the stone.
“They’ll think of each other the way you think of me,” Wallflower said, as she aimed the stone at the shocked group, “WHICH IS NOT AT ALL!!!” With that final word, a stream of blue energy emerged from the stone. For Sunset there was no hesitation, no need to debate her course of action in her mind. She wouldn’t let it happen again.
“NO,” Sunset shouted, as she leapt into the beam’s path, absorbing the full impact of the beam.
“It was my fault their friendship ended before,” Sunset said, as the stone’s magic began to take effect, “I’d rather give up my own memories before I’d ever let it happen again.” For Sunset it felt as if her very personality was being ripped from her head, as the memories of her friends, her entire life were torn from her. Yet for Wallflower none of that mattered, all that mattered to her was that Sunset suffered. That her life was destroyed the way hers had been.
From beneath the truck the Spider saw everything, as Sunset fell to her hands and knees, dazed and confused, her mind from the last few years completely erased. Yet concern for the girl was the last thing on it’s mind. It could sense it, she was one of the creatures that had subjected it to the experiment that had left it in this state. It was her fault it was dying, her fault it was suffering. Even if it was the last thing it did, it would see to it the girl paid the price for what her kind had done. With the girl and the others like her distracted the dying insect leapt from beneath the truck, landing on the back of Sunset’s vest, before crawling under the collar of her shirt.
From her vantage point, Gwen felt her heart sink as the other girls raced to their stricken friend’s side. She didn’t know what was going on. All that mattered was getting that stone away from the other girl, before things escalated any further. Yet just as Gwen was about to make her move she was blinded by a bright flash of light, which seemed to originate from the necklaces the girls wore. When the light finally cleared the girls had been changed, their clothing having been replaced by far more outlandish outfits but most striking of all, each one had sprouted the ears and tails of a horse, and two even possessed wings.
Wallflower had been stunned into silence by what she had just witnessed. All five girls before her now were enveloped with a seemingly otherworldly glow as their bodies were filled with magic. For the first time that day she was genuinely afraid of what these girls would do, but at the same, the envy she felt towards Sunset only increased by what she was now witnessing.
“Wallflower,” Twilight said, “You have magic you do not understand. But it is nothing compared to the magic of…” Before Twilight had a chance to finish her sentence Pinkie Pie cut her off.
“Yeah yeah,” Pinkie said, smiling, “we get it. LIGHT HER UP LADIES!!!!” Slowly the girls began to gather the energy that surrounded them, yet just as they were about to unleash the energy, Sunset suddenly let out a loud scream as she felt something bite into the back of her neck, breaking her concentration. Overcomed by a sudden wave of dizziness Sunset fell to the ground, her outfit shifting back to what it had been before, as her body was wracked with pain and nausea. Out of the corner of her eye she spotted something falling from her hair, it was a dead spider. Yet as Sunset looked closer at the spider she noticed an all too familiar pattern on its abdomen.
“A Star Spider here,” Sunset said, as her body was suddenly wracked with sharp pains, ‘I’ve been bitten by Star Spiders before. But I’ve never felt so sick from a simple spider bite.’ One by one the others descended and raced to their stricken friend’s side.
“Sunset are you okay,” Twilight said, as she knelt by her friend’s side.
“I don’t know,” Sunset moaned.
“You won’t be for long,” Wallflower said, as she once again aimed the stone at the group, “In fact you won’t remember anything.” It was at that moment a loud thwick was heard, before Wallflower had a chance to react she felt the stone being ripped from her hand.
“That’s more than enough,” Gwen said, as she leapt from the tree, grabbing the stone in mid air, “You won’t be causing any more trouble with this.”
“GIVE IT BACK,” Wallflower shouted, with tears in her eyes.
“I think not,” Gwen replied, “now I’m giving you a chance. You walk away now, and I’ll forget what I saw here.” Wallflower was by now beside herself with anger. It was bad enough that Sunset and her friends had ignored her, but now here was someone who didn’t even comprehend what she’d been through, telling her what to do.
“I just want people to like me,” Wallflower shouted, “I want them to forget all of the bad memories they have of me. HOW CAN THAT BE WRONG!”
“Don’t think you’re the only one who has bad memories,” Gwen replied, “But unlike you, I could never forgive myself if I ever forget those memories. An old friend once told me with great power comes great responsibility,” before Wallflower had a chance to respond, Gwen crushed the stone as if it was made of paper, releasing the memories that were held captive within it, “and you’ve shown you don’t deserve that kind of power.” At first Wallflower froze in fear at what she’d just witnessed. How could anyone be strong enough to crush solid stone? Yet that fear soon evaporated, as she watched the memories she had taken return to their owners.  As the dust fell from Gwen’s gloved hand, Wallflower lunged at the masked figure, her mind blinded by anger. Yet before Wallflower had a chance to react Gwen fired a single burst from her webshooters, wrapping the enraged girl in webbing, and pinning her to the back of the pick up.
“Do yourself a favor,” Gwen said, “don’t fool around with people’s minds. It never ends well,” just as Wallflower was about to speak, Gwen fired another burst, webbing Wallflower’s mouth shut, “save the villain monologue for someone who cares. Because I don’t have the time to deal with this.” With that Gwen leapt onto the roof of the truck, before jumping onto the wall of the building.
“Twilight,” Sunset said, as her head began to clear, “Sparkle.” It was at that moment Twilight’ eyes lit up.
“Sunset Shimmer,” Twilight said, as she helped her friend to her feet, yet just as she was about to embrace her friend, Sunset suddenly grabbed her head, as she was overwhelmed by a strong tingling in the back of her head. By now Gwen had reached the third floor of the building when her Spider-Sense once again went off, this time stronger than ever.   
“It can’t be,” Gwen said, under her breath.
“Sunset,” Twilight said, as Sunset fell forward the pain in her head becoming almost unbearable, “What’s wrong?”
“I don’t know,” Sunset said.
“You don’t think it’s a side effect from that stone do ya?” Applejack inquired. “Speaking of which what happened to Wallflower?” It was at that moment they heard a muffled cry coming from behind the truck. Without even thinking Rainbow Dash ran to the back of the truck, finding Wallflower pinned to the back, her eyes alight with fury and humiliation.
“Uh guys,” Rainbow said, “You might want to see this.” Slowly the other girls made their way to the back of the vehicle.
“Is that a spider web?” Applejack asked
“Looks like it,” Fluttershy replied, “but there are no spiders big enough to produce this much webbing.”
“Oh maybe we can ask the girl in the hood and the mask whose climbing the wall,” Pinkie Pie added. Before any of the group had a chance to look up, Gwen fired her webshooter in the direction of the forest, before swinging towards it. “Oh no, wait she’s swinging away.” At first the group looked at Pinkie with confused glances, with her only shrugging her shoulders.
“Remember when that might have been weird,” Rainbow said, chuckling. It was at that moment Sunset fell to her knees, her body once again being wracked by pain.
“SUNSET,” Twilight said, grabbing her friend, “we need to get her to a hospital.”
“No,” Sunset said, “I’m fine. Besides I don’t have insurance,” her thoughts immediately turned to Wallflower, “I need to talk with Wallflower,” once again Sunset doubled over in pain.
“Dash can you get Sunset home she’s in no condition to help anyone,” Applejack said, as she raced to the front of the truck, where she retrieved a small pen knife, “The rest of us will get Wallflower out of that stuff.”
“Way ahead of you,” Dash said, grabbing Sunset by the arm, before bolting in the direction of Sunset’s apartment.
“Do you think Sunset will be okay,” Fluttershy said.
“Hope so sugarcube,” Applejack said, as she began to cut through the webbing holding Wallflower. However once Wallflower’s hands were free of the webbing she tore through what remained, pushing Applejack out of the way.
“Hey now sugarcube…” before Applejack could even finish her sentence, Wallflower cut her off, tears flowing from eyes that were filled with only one emotion anger.
“DON’T CALL ME THAT,” Wallflower screamed, “IT’S ALL YOUR FAULT I EVEN DID THIS!”
“Hey what did we do?” Pinkie inquired.
“ALL I WANTED WAS FOR PEOPLE TO LIKE ME,” Wallflower said, “TO FINALLY BE MY FRIEND, BUT YOU AND THAT MASKED FREAK TOOK IT ALL AWAY FROM ME.”
“Masked freak?” Rarity asked
“Told you so,” Pinkie Pie replied.
“Wallflower we know you’re upset,” Twilight replied, trying to calm the enraged girl, “and we’re sorry for how we treated you.”
“NO YOU’RE NOT,” Wallflower shouted, “YOU DID THIS ON PURPOSE TO MAKE YOURSELVES LOOK GOOD, AND MAKE ME LOOK RIDICULOUS. JUST LIKE EVERYONE ELSE! I HATE ALL YOU!!!!” With that final word Wallflower spat in Twilight’s face before running off into the gathering darkness, tears streaming from her eyes.
“Wallflower wait…” Twilight said.
“Twi, just let it go.” Applejack interrupted. “She’s obviously upset. Talking ain't gonna do notin now, but upset her more. Give’er a day or two to cool off, and think it over. I’m sure she’ll come around.”
“I hope so,” Twilight said, with a hint of concern in her voice.

Location: Sunset Shimmier’s apartment, later.

“Are you sure you’re okay,” Dash inquired, as Sunset sat on the stairs leading to her apartment. It had only been her insistence that had convinced Sunset to let her stay. So far what ever was affecting her seemed to have subsided. Thanks in no small part to the flu medicine Dash had retrieved from her apartment.
“Yeah,” Sunset replied, “I just needed some time to clear my head,” her thoughts began to turn to Wallflower, “What do you think will happen with Wallflower?”
“Please,” Dash replied, laughing, “We showed Truckflower that you don’t mess with the Rainbooms.”
“Now’s not the time for poking fun at her,” Sunset replied, rubbing her head, the headache she’d been experiencing refusing to go away, “She’s upset enough the way it is.”
“I know,” Dash replied, sighing, “and all joking aside. I feel kinda bad for her. I mean all she wanted was to be acknowledged ...I mean I always acknowledged her.”
“You opened a locker in her face, and didn’t even apologize,” Sunset replied.
“How did you?” Dash said, in shock.
“Mind reading powers remember,” Sunset replied,
“Ok have I ever told you that your magic is beyond creepy, and in my defense the girl is like a ninja ok. I mean who just stands awkwardly to the side of someone else having a conversation?” Sunset smiled if there was one thing that always cheered her up it was Dash’s humor. Yet just as Sunset was about to form a reply, her head once again began to throb and the nausea returned.
“SUNSET,” Dash said, racing to her friend’s side.
“I’m fine Dash,” Sunset replied.
“Sunset you need to face facts,” Dash said, “You’re sick, and you need to see a doctor.”
“Look it was just a spider bite,” Sunset said, “it’s not a big deal.”
“You do know some spiders are poisonous right?" Dash crossed her arms, “and how do we know you’re not allergic to spider bites?”
“It doesn’t matter, and for the last time I know that spider wasn’t poisonous,” Sunset said, “It’s just I’m more worried about Wallflower, I’m worried she might do something rash.”
“Hey if she does that’s what these are for,” Dash pointed to the necklace she was wearing. “Still I think we need to take you to a doctor.”
“And tell them what when they examine my blood?” Sunset said, “That I’m a unicorn from a far off magical kingdom? Or did you forget that I’m not exactly human?” At first Dash was about to insist once more that Sunset go to the doctor, but then realized she had a point. The last thing any of them needed was S.H.I.E.L.D banging down their door.  
“Get some rest,” Dash said, putting her hand on Sunset’s shoulder, “and if you feel any worse call us ASAP.” Sunset simply smiled, as she staggered to her feet.
“Sure thing Rainbow,” Sunset said, “I’m just glad to have you all back.”
“You have no idea,” Dash replied, as the two friends parted ways. Once Dash was out of sight Sunset staggered her way to her bed room, barely able to keep her balance. Perched on the wall of the alleyway across the street Gwen watched as the young woman stagger inside.
“So much for this world not having a Spider,” Gwen said under her breath. “Looks like I’m going to be in for a long day tomorrow.”

Location: Wallflower’s garden, later that evening.

To say that Wallflower was enraged would’ve been an understatement. Everything she had done for the last few weeks had fallen apart in the space of one night. She made her way through the incomplete garden, her eyes still filled with tears. This was to have been her gift to the school, something she thought would finally make the students like her, accept her, remember her. But after tonight, she’d be lucky if she wasn’t treated even worse then she already was.
“IT’S NOT FAIR,” Wallflower screamed. In her mind her rage had one focus: Sunset Shimmer and her stupid friends. Ever since she’d started attending Canterlot High she’d admired Sunset. At first she was afraid after hearing the rumors about the bully she’d been. But after seeing Sunset for the first time, seeing not a bully but rather a confident, assertive and inspiring young woman. A woman who was everything she was not. She’d wanted nothing more than to make friends with her, but it had all been for not. Her thoughts then turned to the masked figure who had intervened, and her rage only increased. It had been bad enough that everyone’s memories had been restored, but the added humiliation that figure had put her through, was too much. Her rage finally boiled over as she tore through the flowers and other plants, like a maniac. All she could see was red, her mind so filled with anger and hate that she didn’t see, nor, cared what she had just done. As Wallflower slowly regained her composure, she finally saw what she had done to her beloved garden. All her work destroyed.
“THEY’LL PAY,” Wallflower sobbed, as she feel to her knees.
“We can help,” a voice, almost like a whisper, said, snapping Wallflower out of her tears. Wallflower at first wanted to ignore the voice, thinking it was all in her mind. Yet something compelled her to respond.
“Who... Who said that?” Wallflower inquired.
“Friends. Friends who want to help,” the voice said.”Friends who saw what they did…”
“Friends?” Wallflower’s eyes lit up at that word. “So there’s more than one of you?”
“Yes, we are many, yet we are one.”
“And you’re my friends?”
“Yes” That word rang clear in Wallflower’s mind. Finally there was someone who accepted her, who would finally be there for her when she needed it the most.
“Well, who are you? Where are you? Can I see you?” She said rising to her feet.
“We are the ones who watched over this place. The ones who have watched over you.”
“Wa..Watched over me?”
“Yes, such loneliness. Such isolation. We feel your pain. We understand it well. For so long we too have been lost. Alone, and forgotten. Betrayed and abandoned by those we’d call friends. Just like you.”
“Yeah, I totally get it. But why help me?”
“We have been weakened by time, but you, you brought life to this place, you have kept us alive. For this kindness, we are grateful. We have watched as those around you ignored you, forgot you even existed, forcing you to be so alone. We can make them pay, we can make them all pay. We offer you a chance to end your loneliness, to take what is yours by right. We ask for only one thing from you...”
At first Wallflower wanted to say no, she wanted to run to get as far away from this place as possible, but instead she responded: “What do you need? Anything you want it’s yours, you can have it.” It was then Wallflower looked up. There in the tree above her head was a large, black spider sitting in its web. The voice’s only reply was:
“A host.”
With that Wallflower’s world went black.